Notes to Financial Statements | |
| 6 Months Ended
Jun. 30, 2009
USD / shares
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Notes to Financial Statements [Abstract] | |
Note A - Interim Financial Statements |
Note A Interim Financial Statements
The consolidated financial statements of the Company presented herein have not been audited by independent auditors, except for the Consolidated Balance Sheet at December31, 2008. In the opinion of Murphys management, the unaudited financial statements presented herein include all accruals necessary to present fairly the Companys financial position at June30, 2009, and the results of operations, cash flows and changes in stockholders equity for the three-month and six-month periods ended June30, 2009 and 2008, in conformity with accounting principles generally accepted in the United States. In preparing the financial statements of the Company in conformity with accounting principles generally accepted in the United States, management has made a number of estimates and assumptions related to the reporting of assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities. Actual results may differ from the estimates.
Financial statements and notes to consolidated financial statements included in this Form 10-Q report should be read in conjunction with the Companys 2008 Form 10-K report, as certain notes and other pertinent information have been abbreviated or omitted in this report. Financial results for the three-month and six-month periods ended June30, 2009 are not necessarily indicative of future results. |
Note B - Discontinued Operations |
Note B Discontinued Operations
On March12, 2009, the Company sold its operations in Ecuador for net cash proceeds of $78.9million. The acquirer also assumed certain tax and other liabilities associated with the Ecuador properties sold. The Ecuador properties sold included 20% interests in producing Block16 and the nearby Tivacuno area. The Company recorded a gain of $103.6 million, net of income taxes of $14.0 million, from the sale of the Ecuador properties in 2009. The Company used the proceeds of the sale to pay down debt and to partially fund ongoing development projects in other areas. At the time of the sale, the Ecuador properties produced approximately 6,700 net barrels per day of heavy oil and had net oil reserves of approximately 4.6million barrels. Ecuador operating results prior to the sale, and the resulting gain on disposal, have been reported as discontinued operations. The consolidated financial statements for 2008 have been reclassified to conform to this presentation. In past reports, the operating results for the Ecuador properties were primarily included in the Ecuador segment in the Oil and Gas Operating Results table; interest expense associated with the business was previously included in Corporate results. The major assets (liabilities) associated with the Ecuador properties were as follows:
(Thousands of dollars)
Current assets $ 4,214
Property, plant and equipment, net of accumulated depreciation, depletion and amortization 65,178
Other noncurrent assets 683
Assets sold $ 70,075
Current liabilities $ 105,185
Other noncurrent liabilities 35
Liabilities associated with assets sold $ 105,220
The following table reflects the results of operations from the sold properties including the gain on sale.
Six Months Ended June30,
(Thousands of dollars) 2009 2008
Revenues, including a pretax gain on sale of $117,557 in 2009 $ 125,654 43,138
Income before income tax expense 110,551 2,344
Income tax expense 12,761 870
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Note C - Property, Plant and Equipment |
Note C Property, Plant and Equipment
Financial Accounting Standards Board (FASB) Staff Position (FSP) 19-1 applies to companies that use the successful efforts method of accounting and it clarifies that exploratory well costs should continue to be capitalized when the well has found a sufficient quantity of reserves to justify its completion as a producing well and the company is making sufficient progress assessing the reserves and the economic and operating viability of the project.
At June30, 2009, the Company had total capitalized exploratory well costs pending the determination of proved reserves of $375.1 million. The following table reflects the net changes in capitalized exploratory well costs during the six-month periods ended June30, 2009 and 2008.
(Thousands of dollars) 2009 2008
Beginning balance at January1 $ 310,118 272,155
Additions pending the determination of proved reserves 65,012 16,748
Reclassifications to proved properties based on the determination of proved reserves (6,869 )
Balance at June30 $ 375,130 282,034
The following table provides an aging of capitalized exploratory well costs based on the date the drilling was completed for each individual well and the number of projects for which exploratory well costs have been capitalized. The projects are aged based on the last well drilled in the project.
June30,
2009 2008
(Thousands of dollars) Amount No.of Wells No. of Projects Amount No.of Wells No. of Projects
Aging of capitalized well costs:
Zero to one year $ 93,446 29 6 $ 19,891 2 1
One to two years 18,046 10 1 26,473 11 1
Two to three years 26,271 2 2 122,796 19 2
Three years or more 237,367 8 6 112,874 11 6
$ 375,130 49 15 $ 282,034 43 10
Of the $281.7 million of exploratory well costs capitalized more than one year at June30, 2009, $177.7 million is in Malaysia, $60.3 million is in the Republic of Congo, $27.6 million is in the U.S., $9.6 million is in the U.K., and $6.5million is in Canada. In Malaysia either further appraisal or development drilling is planned and/or development studies/plans are in various stages of completion. In the Republic of Congo a development program is underway for the offshore Azurite field. In the U.S. drilling and development operations are planned. In the U.K. further studies to evaluate the discovery are ongoing, and in Canada a continuing drilling and development program is underway.
In May 2008, the Company sold its interest in the Lloydminster area properties in Western Canada for a pretax gain of $91.3 million ($67.9 million after-tax). In January 2008, the Company sold its interest in Berkana Energy Corporation and recorded a pretax gain of $42.3 million ($40.4 million after-tax). |
Note D - Insurance Matters |
Note D Insurance Matters
The Company maintains insurance coverage related to losses of production and profits for occurrences such as storms, fires and other issues. During the second quarter 2009, the Company received insurance proceeds to settle business interruption claims related to downtime following a fire at the Meraux, Louisiana refinery in June 2003. Additionally, other insurance proceeds were received during the second quarter 2009 related to damages at the Meraux refinery caused by Hurricane Katrina in 2005. Gains of $21.9 million were recorded in Sales and Other Operating Revenues in the respective Consolidated Statements of Income for the three-month and six-month periods ended June30, 2009. |
Note E - Employee and Retiree Benefit Plans |
NoteE Employee and Retiree Benefit Plans
The Company has defined benefit pension plans that are principally noncontributory and cover most full-time employees. All pension plans are funded except for the U.S. and Canadian nonqualified supplemental plans and the U.S. directors plan. All U.S. tax qualified plans meet the funding requirements of federal laws and regulations. Contributions to foreign plans are based on local laws and tax regulations. The Company also sponsors health care and life insurance benefit plans, which are not funded, that cover most retired U.S. employees. The health care benefits are contributory; the life insurance benefits are noncontributory.
The table that follows provides the components of net periodic benefit expense for the three-month and six-month periods ended June30, 2009 and 2008.
Three Months Ended June30,
Pension Benefits Other PostretirementBenefits
(Thousands of dollars) 2009 2008 2009 2008
Service cost $ 4,335 4,562 817 628
Interest cost 7,306 6,673 1,449 1,285
Expected return on plan assets (4,900 ) (5,829 )
Amortization of prior service cost 420 340 (69 ) (66 )
Amortization of transitional asset (114 ) (131 )
Recognized actuarial loss 3,074 1,025 439 421
10,121 6,640 2,636 2,268
Special termination benefits expense 1,867
Curtailment expense 972
Net periodic benefit expense $ 12,960 6,640 2,636 2,268
Six Months Ended June 30,
Pension Benefits Other PostretirementBenefits
(Thousands of dollars) 2009 2008 2009 2008
Service cost $ 8,453 9,100 1,593 1,237
Interest cost 14,294 13,414 2,840 2,535
Expected return on plan assets (10,246 ) (11,686 )
Amortization of prior service cost 818 684 (135 ) (131 )
Amortization of transitional asset (220 ) (263 )
Recognized actuarial loss 6,018 2,041 860 830
19,117 13,290 5,158 4,471
Special termination benefits expense 1,867
Curtailment expense 972
Net periodic benefit expense $ 21,956 13,290 5,158 4,471
The increase in net periodic benefit expense in 2009 compared to 2008 is primarily due to the decline in value of pension plan assets during the last year. Special termination and curtailment expenses in 2009 related to an early retirement program for certain employees.
Murphy previously disclosed in its financial statements for the year ended December31, 2008, that it expected to contribute $50.2 million to its defined benefit pension plans and $4.9 million to its other postretirement benefits plan during 2009. The anticipated defined benefit pension plan contributions included $30.0 million of voluntary contributions in the U.S |
Note F - Incentive Plans |
NoteF Incentive Plans
Statement of Financial Accounting Standards (SFAS) No.123R, Share Based Payment, requires that the cost resulting from all share-based payment transactions be recognized as an expense in the financial statements using a fair value-based measurement method over the periods that the awards vest.
The 2007 Annual Incentive Plan (2007 Annual Plan) authorizes the Executive Compensation Committee (the Committee) to establish specific performance goals associated with annual cash awards that may be earned by officers, executives and other key employees. Cash awards under the 2007 Annual Plan are determined based on the Companys actual financial and operating results as measured against the performance goals established by the Committee. The 2007 Long-Term Incentive Plan (2007 Long-Term Plan) authorizes the Committee to make grants of the Companys Common Stock to employees. These grants may be in the form of stock options (nonqualified or incentive), stock appreciation rights (SAR), restricted stock, restricted stock units, performance units, performance shares, dividend equivalents and other stock-based incentives. The 2007 Long-Term Plan expires in 2017. A total of 6,700,000 shares are issuable during the life of the 2007 Long-Term Plan, with annual grants limited to 1% of Common shares outstanding. The Company has an Employee Stock Purchase Plan that permits the issuance of up to 980,000 shares through June30, 2017. The Company also has a Stock Plan for Non-Employee Directors that permits the issuance of restricted stock and stock options or a combination thereof to the Companys Directors.
In February 2009, the Committee granted stock options for 1,057,000 shares at an exercise price of $43.95 per share. The Black-Scholes valuation for these awards was $15.15 per option. The Committee also granted 375,050 performance-based restricted stock units in February 2009. The fair value of the performance-based restricted stock units, using a Monte Carlo valuation model, was $42.42 per unit. Also in February 2009 the Committee granted 47,790 shares of time-lapse restricted stock to the Companys Directors under the 2008 Non-employee Director Plan. These shares vest on the third anniversary of the date of grant. The fair value of these awards was estimated based on the fair market value of the Companys stock on the date of grant, which was $44.65 per share.
Cash received from options exercised under all share-based payment arrangements for the six-month periods ended June30, 2009 and 2008 was $5.4 million and $20.4 million, respectively. The actual income tax benefit realized for the tax deductions from option exercises of the share-based payment arrangements totaled $2.6 million and $20.2million for the six-month periods ended June30, 2009 and 2008, respectively.
Amounts recognized in the financial statements with respect to share-based plans are as follows.
Six Months Ended June 30,
(Thousands of dollars) 2009 2008
Compensation charged against income before tax benefit $ 12,060 16,158
Related income tax benefit recognized in income 3,314 5,321 |
Note G - Earnings per Share |
NoteG Earnings per Share
Net income was used as the numerator in computing both basic and diluted income per Common share for the three-month and six-month periods ended June30, 2009 and 2008. The following table reconciles the weighted-average shares outstanding used for these computations.
Three Months Ended June 30, Six Months Ended June 30,
(Weighted-average shares) 2009 2008 2009 2008
Basic method 190,746,583 189,564,247 190,633,781 189,372,416
Dilutive stock options and restricted stock units 1,634,012 2,699,236 1,555,457 2,459,618
Diluted method 192,380,595 192,263,483 192,189,238 191,832,034
Certain options to purchase shares of common stock were outstanding during the 2009 and 2008 periods but were not included in the computation of diluted EPS because the incremental shares from assumed conversion were antidilutive. These included 1,922,000 shares at a weighted average share price of $56.96 in each 2009 period and 928,500 shares at a weighted average share price of $72.745 in each 2008 period. |
Note H - Financial Instruments and Risk Management |
NoteH Financial Instruments and Risk Management
Murphy periodically utilizes derivative instruments to manage certain risks related to commodity prices, foreign currency exchange rates and interest rates. The use of derivative instruments for risk management is covered by operating policies and is closely monitored by the Companys senior management. The Company does not hold any derivatives for speculative purposes, and it does not use derivatives with leveraged or complex features. Derivative instruments are traded primarily with creditworthy major financial institutions or over national exchanges. The Company has a risk management control system to monitor commodity price risks and any derivatives obtained to manage a portion of such risks.
Crude Oil Purchase Price Risks The Company purchases crude oil as feedstock at its U.S. and U.K. refineries and is therefore subject to commodity price risk. Short-term derivative instruments were outstanding at both June30, 2009 and 2008 to manage the cost of about 0.7million barrels of crude oil at the Companys refineries. The impact on consolidated income from continuing operations before income taxes from marking these derivative contracts to market as of the balance sheet dates was a charge of $0.4 million and a benefit of $1.0million, respectively, in the six-month periods ended June30, 2009 and 2008.
Foreign Currency Exchange Risks The Company is subject to foreign currency exchange risk associated with operations in countries outside the U.S. Short-term derivative instruments were outstanding at June30, 2009 and 2008 to manage the risk of approximately $21 million and $83 million, respectively, of U.S. dollar balances associated with the Companys Canadian operation. Short-term derivative instruments were outstanding at June30, 2009 and 2008 to manage the risk of approximately $50 million and $97 million equivalent of ringgit balances, respectively, in the Companys Malaysian operations. The impact on consolidated income from continuing operations before taxes from marking these derivative contracts to market as of the balance sheet dates was a gain of $1.6 million and a charge of $1.1million, respectively, in the six-month periods ended June30, 2009 and 2008.
At June30, 2009, the fair value of derivative instruments not designated as hedging instruments are presented in the following table.
June30, 2009
Asset Derivatives
Liability Derivatives
(Thousands of dollars)
Balance
Sheet
Location Fair Value
Balance
Sheet
Location Fair Value
Commodity derivative contracts $ Accounts Payable and Accrued Liabilities $ 16,730
Foreign exchange derivative contracts Accounts Receivable 1,778 Accounts Payable and Accrued Liabilities 178
For the six-month period ended June30, 2009, the gains and losses recognized in the consolidated statement of income for derivative instruments not designated as hedging instruments are presented in the following table.
SixMonthsEndedJune30,2009
(Thousands of dollars)
LocationofGain(Loss)
Recogni |
Note I - Accumulated Other Comprehensive Income (Loss) |
Note I Accumulated Other Comprehensive Income (Loss)
The components of Accumulated Other Comprehensive Income (Loss) on the Consolidated Balance Sheets at June30, 2009 and December31, 2008 are presented in the following table.
(Thousands of dollars) June30, 2009 Dec. 31, 2008
Foreign currency translation gains, net of tax $ 144,034 45,517
Retirement and postretirement benefit plan losses, net of tax (128,931 ) (133,214 )
Accumulated other comprehensive income (loss) $ 15,103 (87,697 )
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Note J - Environmental and Other Contingencies |
Note J Environmental and Other Contingencies
The Companys operations and earnings have been and may be affected by various forms of governmental action both in the United States and throughout the world. Examples of such governmental action include, but are by no means limited to: tax increases and retroactive tax claims; royalty and revenue sharing increases; import and export controls; price controls; currency controls; allocation of supplies of crude oil and petroleum products and other goods; expropriation of property; restrictions and preferences affecting the issuance of oil and gas or mineral leases; restrictions on drilling and/or production; laws and regulations intended for the promotion of safety and the protection and/or remediation of the environment; governmental support for other forms of energy; and laws and regulations affecting the Companys relationships with employees, suppliers, customers, stockholders and others. Because governmental actions are often motivated by political considerations and may be taken without full consideration of their consequences, and may be taken in response to actions of other governments, it is not practical to attempt to predict the likelihood of such actions, the form the actions may take or the effect such actions may have on the Company.
Murphy and other companies in the oil and gas industry are subject to numerous federal, state, local and foreign laws and regulations dealing with the environment. Violation of federal or state environmental laws, regulations and permits can result in the imposition of significant civil and criminal penalties, injunctions and construction bans or delays. A discharge of hazardous substances into the environment could, to the extent such event is not insured, subject the Company to substantial expense, including both the cost to comply with applicable regulations and claims by neighboring landowners and other third parties for any personal injury and property damage that might result.
The Company currently owns or leases, and has in the past owned or leased, properties at which hazardous substances have been or are being handled. Although the Company has used operating and disposal practices that were standard in the industry at the time, hazardous substances may have been disposed of or released on or under the properties owned or leased by the Company or on or under other locations where these wastes have been taken for disposal. In addition, many of these properties have been operated by third parties whose treatment and disposal or release of hydrocarbons or other wastes were not under Murphys control. Under existing laws the Company could be required to remove or remediate previously disposed wastes (including wastes disposed of or released by prior owners or operators), to clean up contaminated property (including contaminated groundwater) or to perform remedial plugging operations to prevent future contamination. While some of these historical properties are in various stages of negotiation, investigation, and/or cleanup, the Company is investigating the extent of any such liability and the availability of applicable defenses and believes cos |
Note K - Accounting Matters |
Note K Accounting Matters
In December 2007, the FASB issued SFAS No.160, Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No.51. This statement was adopted by the Company on January1, 2009 and it is to be applied prospectively, except for presentation and disclosure requirements which are applied retrospectively. This statement requires noncontrolling interests to be reclassified as equity, and consolidated net income and comprehensive income shall include the respective results attributable to noncontrolling interests. The adoption of this statement did not have a significant effect on the Companys consolidated financial statements.
In December 2007, the FASB issued SFAS No.141 (revised 2007), Business Combinations. This statement was adopted by the Company as of January1, 2009 and it establishes principles and requirements for how an acquirer in a business combination recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired business. It also establishes how to recognize and measure goodwill acquired in the business combination or a gain from a bargain purchase, if applicable. Assets and liabilities that arise from business combinations that occurred prior to 2009 are not affected by this statement. The adoption of this statement had no effect on the Companys financial statements for the six-month period ended June30, 2009. This statement will impact the recognition and measurement of assets and liabilities in business combinations that occur beginning in 2009, and the Company is unable to predict at this time how the application of this statement will affect its financial statements in future periods.
In March 2008, the FASB issued SFAS No.161, Disclosure about Derivative Instruments and Hedging Activities. This statement was adopted by the Company in January 2009, and it expands required disclosures regarding derivative instruments to include qualitative information about objectives and strategies for using derivatives, quantities disclosures about fair value amounts and gains and losses on derivative instruments, and disclosures about credit-risk related contingent features in derivative agreements. See Note H for further disclosures.
In June 2008, the FASB issued FASB Staff Position on EITF 03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions are Participating Securities (FSP EITF 03-6-1). This statement, which was adopted by the Company in 2009, provides that unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and, therefore, need to be included in the earnings per share (EPS) calculation under the two-class method. All prior-period EPS calculations must be adjusted retrospectively. The adoption of this statement did not have a significant impact on the Companys prior-period EPS calculations.
In November 2008, the EITF published Issue No.08-6, Equity Method Investment Accounting Considerations. This pronouncement was adopted by the Company in January |
Note L - Business Segments |
Note L Business Segments
Total Assets at June 30, 2009 ThreeMos.EndedJune30,2009 ThreeMos.EndedJune30,20081
(Millions of dollars) External Revenues Inter- Segment Revenues Income (Loss) External Revenues Inter- segment Revenues Income (Loss)
Exploration and production2
United States $ 1,659.2 82.9 3.9 182.5 71.4
Canada 2,178.9 165.7 9.5 (6.4 ) 450.2 26.8 236.4
United Kingdom 205.7 15.1 3.6 37.5 14.4
Malaysia 2,961.8 306.2 127.2 544.1 263.4
Other 629.2 .2 (10.0 ) (.6 ) (9.1 )
Total 7,634.8 570.1 9.5 118.3 1,213.7 26.8 576.5
Refining and marketing
North America 2,367.2 3,241.4 21.4 5,532.8 5.0
United Kingdom 873.3 688.0 6.4 1,594.6 72.3
Total 3,240.5 3,929.4 27.8 7,127.4 77.3
Total operating segments 10,875.3 4,499.5 9.5 146.1 8,341.1 26.8 653.8
Corporate 1,234.0 56.3 14.8 3.1 (35.3 )
Revenue/income from continuing operations 4,555.8 9.5 160.9 8,344.2 26.8 618.5
Discontinued operations, net of tax (2.1 ) 0.7
Total $ 12,109.3 4,555.8 9.5 158.8 8,344.2 26.8 619.2
Six Months Ended June30, 2009 Six Months Ended June30, 20081
(Millions of dollars) External Revenues Inter- segment Revenues Income (Loss) External Revenues Inter- segment Revenues Income (Loss)
Exploration and production2
United States $ 153.9 (3.4 ) 325.6 118.5
Canada 279.1 30.6 (5.8 ) 776.2 50.3 387.7
United Kingdom 26.8 7.0 123.6 46.5
Malaysia 643.6 244.7 1,008.7 468.1
Other .7 (73.9 ) .8 (17.1 )
Total 1,104.1 30.6 168.6 2,234.9 50.3 1,003.7
Refining and marketing
North America 5,638.0 36.0 10,063.0 6.0
United Kingdom 1,173.9 2.6 2,552.2 81.5
Total 6,811.9 38.6 12,615.2 87.5
Total operating segments 7,916.0 30.6 207.2 14,850.1 50.3 1,091.2
Corporate 85.4 24.9 3.6 (64.5 )
Revenue/income from continuing operations 8,001.4 30.6 232.1 14,853.7 50.3 1,026.7
Discontinued operations, net of tax 97.8 1.5
Total $ 8,001.4 30.6 329.9 14,853.7 50.3 1,028.2
1
Reclass |
Note M- Subsequent Events |
Note M Subsequent Events
The Company has evaluated subsequent events through the date of issuance of these consolidated financial statements (August 7, 2009). In certain cases, events that occur after the balance sheet date lead to recognition and/or disclosure in the consolidated financial statements. |